From: To: Cc:

Subject: Date:

Danika Cowie @wmawater.com.au"

Garth Nolan Request for a fee proposal - In dependant third party review of Flood Impact Assessment Wednesday, 7 June 2017 2:35:00 PM

Good afternoon Mark,

Thank you for taking to the time to talk with me today. As I mentioned on the phone, the Department of Infrastructure, Local Government and Planning are currently finalising an assessment of a proposed major amendment to the Sunshine Coast Planning Scheme 2014, which related to a development site known as Twin Waters West. In order to complete the final state interest review for this proposed major amendment (now in adoption stage), we are seeking an engineering consultant to conduct an independent third party review of the Flood Impact Assessment (FIA) that has been

provided by the Sunshine Coast Regional Council, justifying the proposed development master plan and concluding that there will be no worsening as a result of the site known as Twin Waters West being developed. Please note that the FIA was prepared by Card no on behalf of the Twin Waters

West site land owner, Stocklands.

Therefore, we would like to formally request you to provide a fee proposal to carry out the independent third party review. In the fee proposal could you please include the proposed scope of works that will form part of your review and the estimated timeframe to complete the review. Could you also please advise if your consultancy has any actual or perceived conflict of interest relating to

this matter.

To assist you with responding to this request, I have provided a link below to the council's website outlining the proposed major amendment and support documentation the council has made publicly available regarding the flooding matters relevant to the scheme amendment.

https://www sunshjnecoast qld gov au/Development/Pianning-Documents/Sunshine-Coast-Pianning­Schem e-20 14/ Amendments-to-the-Sunshine-Coast -Pianning-Scheme-20 14/Proposed-Amend ments­

Approved-by-Council-for-Adoption

Please feel free to contact me if you have any questions regarding the proposed major amendment and/or this request.

I look forward to hearing from you soon.

Kind regards,

Danil<a Cowie

Principal Planning Officer

Planning and Development Services I SEQ North

Department of Infrastructure, Local Government and Planning

post PO Box 1129 Maroochydore QLD 4558

visit Level 3, Mike Ahern Centre 12 First Avenue Maroochydore Qld 4558

p. 07 5352 9776 e. danika cowie@dilgp.qld.gov.au

Customers first I Ideas into action I Unleash potential I Be courageous I Empower people

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Department of Infrastructure, Local Government and Planning PO Box 1129 MAROOCHYDORE QLD 4558

Attention: Danika Cowie

Dear Danika,

EOI/P170609_ TwinWatersWest

9 June 2017

Re: Independent Third Party Review of Flood Impact Assessment

Twin Waters West

Proposal for Consulting Services

Thank you for your email on the 7th June 2017 requesting this quotation for a review of the flood impact assessment that has been undertaken for the Twin Waters West development. Our proposed scope has been based on the information included with your email and our telephone discussion.

Overview Sunshine Coast Council seeks to rezone Rural zone land under the Sunshine Coasf Planning Scheme 2014 for the Twin Waters West development. The proposed rezoning area is subject to flooding and proposed changes to land form have been assessed as part of a Flood Impact Assessment. The Flood Impact Assessment assessed the viability of a flood solution concept for offsetting flood impacts. There were a number of submissions during the public consultation period with specific concerns related to worsening flood impacts as a result of the development.

WMAwater will review the work undertaken in the Flood Impact Assessment to ensure that best practice approaches have been used and the appropriateness of the proposed flood solution concept. WMAwater's work will give the Department of Infrastructure, Local Government and Planning the opportunity to critically examine work to date and to further understand this key site constraint.

WMAwatet Pty Ltd DIRECTORS M K Babister, RPEQ RWDewar E J Askew F L Nling, RPEQ

SENIOR ASSOCIATES R Hardwick Jones ME Retallick

ABN 14 600 315 053 Level 2, 160 Clarence St, SYDNEY NSW 2000 Phone: 02 9299 2855 Fax: 02 9262 6208 Email: enquiry@wmawater.com.au Website: wmawater.com.au

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Previous Experience and Staff WMAwater are a consultancy specialising in flooding, with offices in Brisbane, Sydney and Hobart. WMAwater carry out a variety offload related work including data collection and review, flood studies, hydrologic and hydraulic modelling and model review assessments. A key part of WMAwater's experience is in carrying out review work for government departments and local government.

The work would be undertaken by Mark Babister and Erin Askew. Mark is WMAwater's Managing Director and a national leader in floodplain management and analysis. Mark has held key roles in the development of a number of national best practice documents including Australian Rainfall and Runoff, ensuring these principles are applied to the review. Erin is a Director at WMAwater and has 15 years' experience in the fields of hydrologic and hydraulic modelling and floodplain management. Erin has carried out numerous flood and floodplain risk management studies and has experience in the review of work undertaken by other consultants.

Proposed Methodology

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Timetable The review can be completed up to draft within 15 business days of this proposal being c:~ccepted and provision of all associated report and modelling files. Immediately on receipt of the modelling files we would undertake a review for completeness. Experience has shown that there can sometimes be some back and forth to obtain the correct files.

Budget Costs are provided in the table below.

Rate (ex GST) $ $ $ MB EA Engineer

Review of Available lnfo~mation $ Review Hydrologic and Hydraulic Model $ Review Flood Solution Concept $ Document Findings $ Liaison $ SUBTOTAL $ GST $ TOTAL (incl GST) $ 17,248.00

Our budget has allowed for a desktop review and as such we have not allowed for any site inspections or meetings on site. Should attendance at any meetings be required these can be carried out on a time and expense basis. Charge out rates for staff are provided in the table above.

Potential Conflict of Interest WMAwater has not undertaken any previous work associated with the Twin Waters West development or for Sunshine Coast Council. WMAwater are currently listed as a pre qualified supplier on Council's Regional Planning Services Arrangement No. R151 . Category F- Hydrology I Hydraulic Services. We do not see this as a conflict of interest relating to this matter.

If you have any queries please do not hesitate to contact the undersigned on 9299 2855.

Yours Sincerely,

WMAwater

Mark Babister

Director

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Our Ref: DILGP-0289-17 - File F17/6486

28 June 2017

WMAwater Mark Babister Level 2, 160 Clarence St SYDNEY NSW 2000

Dear Mark,

• I ,;fg . , ,~, I

Queensland Government

Department of Infrastructure, Local Government and Planning

Letter of Acceptance- DILGP-0289·17 Twin Waters West Flood Assessment Review

Your offer dated 09 June 2017 in response to the above mentioned procurement process has been formally accepted by the Department of Infrastructure, Local Government and Planning.

The following documents will constitute the entire Contract between the Customer and the Supplier, and in the event of any conflict between these documents the order of precedence to resolve conflict will be the order set out below:

a) the Order (this acceptance letter and/or any purchase order provided):

b) the Basic Purchasing Conditions of Contract:

c) the Supplier's offer (to the extent accepted under the Order); and

d) any other document, in whole or part, forming part of the Contract, as agreed in writing between the Customer and Supplier.

Term of Contract

The contract services will commence on the date of this letter and continue until 20 July 2017, unless otherwise advised in writing by the Customer.

Price

The price for the provision of goods and/or services under this contract is not to exceed $17,248.00, GST Inclusive.

Level13 1 William Street BRISBANE QLD 4000 PO Box 15009 CITY EAST QLD 4002

Website www.dilgp.qld.gov.au

ABN 25 166 523 889

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The Customer's nominated representative is:

Garth Nolan,

Planning Manager, SEQ North

Department of Infrastructure, Local Government and Planning

Email: garth.nolan@dilgp.qld.gov.au

Phone: (07) 5352 9710

The Department of Infrastructure, Local Governm~nt and Planning would like to thank you for the time and effort put into your offer response and look forward to developing a good working relationship with your organisation.

Please confirm your acceptance of this contract via return email to the Customer's nominated representative. If not already supplied, please provide a copy of your certificates of currency for required insurance.

Should you have any queries regarding this matter please contact us via email at the above address.

Yours sincerely

arth Nolan Planning Manager, SEQ North Planning and Development Services Planning Group

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Chereena Morcan

From: Sent: To: Subject:

Hi Chereena,

Danika Cowie Thursday, 7 December 2017 11:18 AM DILGP Procurement Twin Waters West RTI

As discussed, the engagement of WMA Water did not warrant the need for a formal terms of reference given that the

review required was very straight forward. The email seeking a fee proposal from WMA Water from myself is all that

was provided to them to outline the fee proposal and associated scope of works to conduct the third party review of

the flood impact assessment and modelling provided by council.

Kind regards,

Danika Cowie

Principal Planning Officer

Planning and Development Services I SEQ North Department of Infrastructure, Local Government and Planning post PO Box 1129 Maroochydore QLD 4558 visit Level 3, Mike Ahern Centre 12 First Avenue Maroochydore Qld 4558 p. 07 5352 9776 e. danika.cowie@dilgp.qld.gov.au

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Mary Bauer

From: Sent: To:

Danika Cowie Monday, 12 June 2017 10:11 AM Amelia Radford

Subject: Attachments:

HPE CM: Request for a fee proposal - lndependant third party review of Flood Impact Assessment P170609_TwinWatersWest.pdf

Hi Amelia,

Please find attached a new fee proposal from WMA Water to conduct the third party review of the Twin Waters West Flood Impact Assessment. Unfortunately, we had to

cease using BMT WBM due to a perceived conflict of interest.

Can you please advise what needs to be completed to progress this fee proposal through procurement process?

Please feel free to contact me to discuss this further, if you have any questions.

Kind regards, Danika

From: Erin Askew [mailto @wmawater.com.au] Sent: Friday, 9 June 2017 5:00 PM To: Danika Cowie Cc: Mark Babister Subject: RE: Request for a fee proposal - Independant third party review of Flood Impact Assessment

Hi Danika, Please find attached our proposal for the independent third party review of the flood impact assessment for the Twin Waters West development.

Kind Regards,

Erin Askew Director

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E: @wmawater.com.au

T: (02) 9299 2855

P: Level2, 160 Clarence St Sydney, NSW, 2000 (:1~ wma

Please consider the environment by not printing this email.

-~~=-:r ~

lhe information contained in this email may be confidential. You should only disclose, re-transmit, copy, distribute, act in reliance on or commercialise the information if you are authorised to do sa. WMAwater does not represent. warrant or guarantee that the communication is free of errors,

virus or interference,

From: Danika Cowie [mailto :Danika.Cowie@dilgp_gJd.gov.au] Sent: Wednesday, 7 June 2017 2:36PM To @wmawater.com.au Cc: Garth Nolan <Garth.Nolan@dilgp.gld_gov.au> Subject: Request for a fee proposal- lndependant third party review of Flood Impact Assessment

Good afternoon Mark,

Thank you for taking to the time to talk with me today. As I mentioned on the phone, the Department of Infrastructure, Local Government and Planning are currently finalising

an assessment of a proposed major amendment to the Sunshine Coast Planning Scheme 2014, which related to a development site known as Twin Waters West. In order to complete the final state interest review for this. proposed major amendment (now in adoption stage), we are seeking an engineering consultant to conduct an independent third party review of the Flood Impact Assessment (FIA) that has been provided by the Sunshine Coast Regional Council , justifying the proposed development master plan and concluding that there will be no worsening as a result of the site known as Twin Waters West being developed. Please note that the FIA was prepared by Cardno on behalf of the Twin Waters West site land owner, Stocklands.

Therefore, we would like to formally request you to provide a fee proposal to carry out the independent third party review. In the fee proposal could you please include the proposed .scope of works that will form part of your review and the estimated timeframe to complete the review. Could you also please advise if your consultancy has any

actual or perceived conflict of interest relating to this matter.

To assist you with responding to this request, I have provided a link below to the council's website outlining the proposed major amendment and support documentation the council has made publicly available regarding the flooding matters relevant to the scheme amendment.

https://www.sunshinecoast.qld.qov.au/Development!Pianninq-Documents/Sunshine-Coast-Pianning-Scheme-2014/Amendments-to-the-Sunshine-Coast-Pianninq-Scheme-

2014/Proposed-Amendments-Approved-by-Council-for-Adoption

Please feel free to contact me if you have any questions regarding the proposed major amendment and/or this request.

2

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I look forward to hearing from you ~oon.

Kind regards,

Danika Cowie Principal Planning Officer Planning and Development Services I SEQ North Department of Infrastructure, Local Government and Planning post PO Box 1129 Maroochydore QLD 4558 visit Level 3, Mike Ahern Centre 12 First Avenue Maroochydore Qld 4558 p. 07 5352 9776 e. danika.cowie@dilgp.qld.gov.au

Customers first 1 Ideas into action 1 Unleash potential I Be courageous 1 Empower people

This email and any attachments may contain confidential or privileged information and may be protected by copyright. You must not use or disclose them other than for the purposes for which they were supplied. The confidentiality and privilege attached to this message and attachment is not waived by reason of mistaken delivery to you.lfyou are not the intended recipient, you must not use, disclose, retain, forward or reproduce this message or any attachments. If you receive this message in error please notify the sender by return email or telephone, and destroy and delete all copies. The Department does not accept any responsibility for any loss or damage that may result from reliance on, or use of, any information contained in this email and/or attachments.

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Department of Infrastructure, Local Government and Planning PO Box 1129 MAROOCHYDORE OLD 4558

Attention: Danika Cowie

Dear Danika,

EOI/P170609_ TwinWatersWest

9 June 2017

Re: Independent Third Party Review of Flood Impact Assessment

Twin Waters West

Proposal for Consulting Services

Thank you for your email on the 7111 June 2017 requesting this quotation for a review of the flood impact assessment that has been undertaken for the Twin Waters West development. Our proposed scope has been based on the information included with your email and our telephone discussion.

Overview Sunshine Coast Council seeks to rezone Rural zone land under the Sunshine Coast Planning Scheme 2014 for the Twin Waters West development. The proposed rezoning area is subject to flooding and proposed changes to land form have been assessed as part of a Flood Impact Assessment. The Flood Impact Assessment assessed the viability of a flood solution concept for offsetting flood impacts. There were a number of submissions during the public consultation period with specific concerns related to worsening flood impacts as a result of the development.

WMAwater will review the work undertaken in the Flood Impact Assessment to ensure that best practice approaches have been used and the appropriateness of the proposed flood solution concept. WMAwater's work will give the Department of Infrastructure, Local Government and Planning the opportunity to critically examine work to date and to further understand this key site constraint.

WMAwater Pty Ltd DIRECTORS M K Babister, RPEQ R WDewar E J Askew F L N ling, RPEQ

SENIOR ASSOCIATES R Hardwick Jones ME Retallick

ABN 14 600 315 053 Level 2, 160 Clarence St, SYDNEY NSW 2000 Phone: 02 9299 2855 Fax: 02 9262 6208 Email: enquiry@wmawater.com.au Website: wmawater.com.au

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Previous Experience and Staff WMAwater are a consultancy specialising in flooding, with offices in Brisbane, Sydney and Hobart. WMAwater carry out a variety of flood related work including data collection and review, flood studies, hydrologic and hydraulic modelling and model review assessments. A key part of WMAwater's experience is in carrying out review work for government departments and local government.

The work would be undertaken by Mark Babister and Erin Askew. Mark is WMAwater's Managing Director and a national leader in floodplain management and analysis. Mark has held key roles in the development of a number of national best practice documents including Australian Rainfall and Runoff, ensuring these principles are applied to the review. Erin is a Director at WMAwater and has 15 years' experience in the fields of hydrologic and hydraulic modelling and floodplain management. Erin has carried out numerous flood and floodplain risk management studies and has experience in the review of work undertaken by other consultants.

Proposed Methodology

2

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Timetable The review can be completed up to draft within 15 business days of this proposal being accepted and provision of all associated report and modelling files. Immediately on receipt of the modelling files we would undertake a review for completeness. Experience has shown that there can sometimes be some back and forth to obtain the correct files.

Budget Costs are provided in the table below. t~ -i Rate (ex GST) $ $ $

[ Review of Available Information

MB EA Engineer

$Review Hydrologic and Hydraulic Model $

j Review FIQ()d ~ql_ll_tiQI1 CohQ;!pt $i - - - . -

Document Findings $Liaison $ 1 I SUBTOTAL $ .

!-- GST $TOTAL (incl GST) $ 17,248.00

Our budget has allowed for a desktop review and as such we have not allowed for any site inspections or meetings on site. Should attendance at any meetings be required these can be carried out on a time and expense basis. Charge out rates for staff are provided in the table above.

Potential Conflict of Interest WMAwater has not undertaken any previous work associated with the Twin Waters West development or for Sunshine Coast Council. WMAwater are currently listed as a pre qualified SUf>plier on Council's Regional Planning Services Arrangement No. R151. Category F- Hydrology I Hydraulic Services. We do not see this as a conflict of interest relating to this matter.

If you have any queries please do not hesitate to contact the undersigned on 9299 2855.

Yours Sincerely,

WMAwater

Mark Babister

Director

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Mary Bauer

From:

Sent: To:

DILGP Procurement Thursday, 29 June 2017 12:38 PM enquiry@wmawater.com.au

Subject: DILGP-0289-17 Twin Waters West Flood Assessment Review_Letter of Acceptance

Hi Mark,

Your offer for the above mentioned procurement process has been formally accepted by the Department of Infrastructure, Local Government and Planning.

The Basic Purchasing Conditions of Contract apply. Please refer to the attached letter for further information

Please confirm your acceptance ofthis contract via return email along with a copy of your certificates of currency for required insurance.

~ I!::J

DILGP-02.8;9-17 Signed Letter of...

Thank you,

Alisha Martin Senior Procurement Officer Procurement Services Department of Infrastructure, Local Government and Planning Level13, 1 William St Brisbane QLD 4000 p. 07 345 27981 I e. DILGPProcurement@dilgp.qld.qov.au

Customers first 1 Ideas into action I Unleash potential I Be courageous I Empower people

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Our Ref: DILGP-0289-17 - File F17/6486

28 June 2017

WMAwater Mark Babister Level 2, 160 Clarence St SYDNEY NSW 2000

Dear Mark,

Department of Infrastructure, Local Government and Planning

Letter of Acceptance- DILGP-0289-17 Twin Waters West Flood Assessment Review

Your offer dated 09 June 2017 in response to the above mentioned procurement process has been formally accepted by the Department of Infrastructure, Local Government and Planning.

The following documents will constitute the entire Contract between the Customer and the Supplier, and in the event of any conflict between these documents the order of precedence to resolve conflict will be the order set out below:

a) the Order (this acceptance letter and/or any purchase order provided);

b) the Basic Purchasing Conditions of Contract;

c) the Supplier's offer (to the extent accepted under the Order); and

d) any other document, in whole or part, forming part of the Contract, as agreed in writing between the Customer and Supplier.

Term of Contract

The contract services will commence on the date of this letter and continue until 20 July 2017, unless otherwise advised in writing by the Customer.

Price

The price for the provision of goods and/or services under this contract is not to exceed $17,248.00, GST inclusive.

Level 13 1 William Street BRISBANE QLD 4000 PO Box 15009 CITY EAST QLD 4002

Website www.dllgp.qld.gov.au

ABN 25 166 523 889

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The Customer's nominated representative is:

Garth Nolan,

Planning Manager, SEQ North

Department of Infrastructure, Local Government and Planning

Email: garth.nolan@dilgp.qld.gov.au

Phone: (07) 5352 9710

The Department of Infrastructure, Local Government and Planning would like to thank you for the time and effort put into your offer response and look forward to developing a good worl<lng relationship with your organisation.

Please confirm your acceptance of this contract via return email to the Customer's nominated representative. If not already supplied, please provide a copy of your certificates of currency for required insurance.

Should you have any queries regarding this matter please contact us via email at the above address.

Yours sincerely

arth Nolan Planning Manager, SEQ North Planning and Development Services Planning Group

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Basic Purchasing C.onditions 1. The Contract

A Contract will be formed between the Customer and Supplier on the terms of these Basic Purchasing Conditions when the Supplier accepts a Basic Order, or provides the Goods or Services set out in a Basic Order. The Contract continues until the Goods are delivered or the Services are performed, or the expiry date specified in the Basic Order (if applicable) unless terminated earlier in accordance with this Contract.

2. Interpretation The definitions and rules of interpretation apply to this Contract and are available under terms and conditions on www.hpw.qld.gov.au/Procurement

3. Supplier to provide Goods and/or Services

The Customer appoints the Supplier to supply the Goods and/or Services. The Supplier accepts the appointment. The Supplier must provide the Goods and/or Services in accordance with this Contract and the Customer's delivery instructions including within the timeframes specified in the Basic Order or as otherwise agreed.

The Supplier will promptly notify the Customer if it believes it will not be able to meet any delivery date or other timeframes specified in the Basic Order. If the Supplier cannot meet the timeframes specified in the Basic Order, then the Customer may terminate the Contract at no cost to the Customer.

4. Right to cancel Basic Order before delivery for convenience

The Customer has the right to cancel the Basic Order and terminate this Contract at any time prior to delivery of the Goods or completion of the Services, by written notice to the Supplier. The Supplier will promptly notify the Customer if it will incur expenses as a consequence of the cancellation, including the estimated amount. If the Customer proceeds to cancel the Basic Order, the Customer will reimburse the Supplier for its reasonable out of pocket expenses reasonably incurred as a direct consequence of the cancellation. The Supplier must take all reasonable steps to minimise the expenses associated with cancellation .

5. Requirements

(a) The Supplier must ensure that the Goods satisfy the description in the Contract or the Basic Order, are of a high quality, and fit for their usual purpose and any other purpose disclosed by the

Great state. Great opportunity.

Customer before the Contract is formed .

(b) The Supplier must ensure the highest quality of work, and provide the Services in a proper, timely and efficient manner using the standard of care, skill, diligence, prudence and foresight that would reasonably be expected from a prudent, expert and experienced provider of services that are similar to the Services;

(c) If the Supplier enters the Site to deliver the Goods or provide the Services, the Supplier must comply with Customer policies, codes of conduct, rules, standards and procedures, and workplace health and safety policies, relevant to the Site. The Customer will make copies available on request.

(d) The Supplier must comply with all reasonable directions of the Customer in relation to the Supplier's performance of the Contract.

(e) The Supplier must comply with all Laws necessary for the Supplier to perform the Contract (and provide evidence of compliance if the Customer asks), and ensure that use of the Goods by the Customer as contemplated in the Contract Will comply with all Laws.

(f) If the Supplier enters the Site to deliver the Goods or provide the Services, the Supplier must maintain public liability and products insurance for a minimum amount of $1 million per claim and workers' compensation insurance (if required by law), and any other insurance specified in writing by the Customer.

(g) The Supplier must not use or disclose or otherwise make available any Confidential Information to any person except to its Personnel on a need to know basis to perform the Contract.

(h) If the Supplier collects or has access to any Personal information in order to perform the Contract, the Supplier must, when performing this Contract:

(i) if the Customer is an 'agency' for the Information Privacy Act, other than for Chapter 3 of the Information Privacy Act­comply with those parts of Chapter 2 of the /nfonnation Privacy Act which are applicable to the Customer, as if the Supplier were the Customer; or

(ii) otherwise- comply with the Australian Privacy Principles in the Privacy Act.

(i) The Supplier is fully responsible for its Personnel, including for ensuring f>ersonnel comply with the

Queensland Government

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Basic Purchasing Conditions: for the purchases of low- risk Goods and/or Services Page 2 of3

Requirements. The Supplier is not, and Supplier Personnel are not, employees of the Customer.

6. Conflict of Interest and criminal organisations

6.1. Conflict of Interest

The Supplier warrants that it and its Personnel do not hold any office or possess any property, are not engaged in any business or activity and do not have any obligations where a Conflict of Interest is created, or might appear to be created, in conflict with its obligations under this Contract, except as disclosed in writing to the Customer.

6.2. Criminal organisation

The Supplier warrants that neither it nor its Personnel:

(a) have been convicted of an offence under the Criminal Code where one of the elements of the offence is that the person is a participant in a criminal organisation within the meaning of section 60A(3) of the Criminal Code; or

(b) are subject to an order under, or have been convicted of an offence under the Criminal Organisation Act 2009 (Qid).

6.3. Warranties are ongoing

The warranties in this clause are provided as at the date of the Contract and on an ongoing basis. The Supplier warrants that it will immediately notify the Customer if it becomes aware that any warranty made in this clause was inaccurate, incomplete, out-of-date or misleading in any way when made, or becomes inaccurate, incomplete, out-of-date or misleading in anyway.

In addition to any other remedies available to it under Law or contract, the Customer may, in its absolute discretion, immediately terminate the Contract if it believes the Supplier has breached any warranties in this clause.

7. Invoicing, Price and payment

(a) The Supplier may invoice the Customer after delivery of Goods or Services that comply with the Requirements.

(b) The Supplier must include adequate information for the Customer to verify that the invoice is accurate, and will provide supporting documentation reasonably requested by the Customer. The Customer is not required to pay any invoice that does not comply with this clause.

(c) The Customer will pay each correctly rendered tax invoice within 30 days of receipt.

(d) The Customer may withhold payment of any <:~mount which it disputes in good faith, until the dispute is resolved and it is determined that the amount is payable.

Version 2.0

(e) The Price is inclusive of all charges, expenses and overheads, and all taxes and duties, except for GST.

8. GST

(a) Unless expressly stated otherwise, all amounts payable under this Contract are GST exclusive.

(b) Where GST is imposed on a supply under the Contract, the recipient of the supply shall pay to the supplier an amount equal to the GST (if any) payable on the taxable supply, at the same time that it is required to make the payment for the taxable supply, provided that it receives a valid tax invoice at or before the time of payment. Terms in this clause have the same meanings as in the GST Law.

9. Liability

The maximum liability of a party to the other, whether in contract, tort (including negligence) or otherwise in connection with the Contract, is an amount equal to the total of all Prices (including additional expenses and charges) payable under the Contract, multiplied by 1.5. The cap on liability does not apply to liability in relation to:

(a) personal injury, including sickness, injury or death; or

(b) loss of, or damage to, tangible property; or

(c) Wilful Default, Wilful Misconduct, unlawful act or omission of, or failure to comply with applicable Law by the Supplier or its Personnel; or

(d) any Claim by a third party relating to this Contract, including breach of a third party's Intellectual Property Rights.

10. Intellectual Property Rights

The Supplier grants (and must procure that relevant third parties grant) the Customer an irrevocable, unconditional, perpetual, free of additional charge, non-exclusive, worldwide and transferable (including sub-licensable) licence to exercise all Intellectual Property Rights in the Goods and Services, for any purpose of the Customer, the State of Queensland or other Queensland Government Body. The Supplier warrants that it is authorised to grant the rights in this clause.

11. Customer Data

The ownership of Customer Data, including any Intellectual Property Rights in Customer Data, shall vest in the Customer on creation. The Supplier has no right, title or interest in Customer Data except as specified in this clause. The Supplier must not use, access, modify or disclose Customer Data to any person except to its Personnel on a need to know

Published December 2014

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Basic Purchasing Conditions: for the purchases of low- risk Goods and/or Services Page 3 of 3

basis to perform the Contract. The Supplier must comply with clause 5(h) and all applicable Laws in relation to Customer Data which is Personal Information, and must provide reasonable assistance to the Customer on request to enable the Customer to comply with Laws, policies and standards applicable to the Customer in relation to Customer Data including (without limitation) identifying, labelling, searching , reporting, copying, retrieving and modifying Customer Data in relation to Personal Information, public records, right to information and information standards.

12. Where Requirements not met

If any Requirements for the Goods and/or Services are not met, at the request of the Customer the Supplier will promptly:

(a) resupply the relevant Goods;

(b) re-perform the relevant Services; or

(c) refund the Customer any monies paid,

and the Customer may exercise any other right or remedy that it has under this Contract or otherwise.

If the Supplier fails to comply with its obligations under this clause, the Customer may have the Goods and/or Services re-supplied or re-performed by others, and the Supplier shall pay to the Customer on demand any costs incurred by the Customer in doing so,

Acceptance of the Goods and/or Services by the Customer does not relieve the Supplier of any of its obligations under the Contract.

13. General

The parties agree that:

(a) (communication) they will direct all enquiries relating to the Contract to the other party's nominated contact person, or to another person if the other party directs;

(b) (variation) the Contract may only be varied by written agreement of authorised representatives of the parties;

(c) (entire agreement) this Contract sets out all the parties' rights and obligations relating to the subject matter of the Contract, and it replaces all earlier representations, statements, agreements and understandings except as stated otherwise in this Contract. No other terms apply;

(d) (relationship) their relationship is of principal and contractor. This Contract does not create any partnership, joint venture or employment relationship. The Supplier must not represent itself or allow anyone else to represent that the Supplier is a partner, joint venturer, officer or employee of the Customer;

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(e) (manufacturer warranties) the Supplier assigns any manufacturer's warranty to the Customer, where possible to do so, and must inform the Customer where it is not possible to do so;

(f) (delivery) the Supplier must deliver the Goods or other relevant Deliverables to the Site in accordance with the Customer's instructions. If the Supplier asks, the Customer will confirm in writing that the Deliverables have been received;

(g) (packaging) the Supplier must adequately pack and protect Goods to withstand transit and storage, and provide a packing note with the Goods;

(h) (rejected Goods) if the Customer rejects Goods, and the Supplier does not repossess the rejected Goods within 30 days of notice of rejection, the Customer may sell or dispose of the Goods, at the Customer's cost;

(i) (risk) risk will transfer to the Customer when the Goods are delivered to the delivery address specified in writing by the Customer, in accordance with the delivery instructions.

0) (title) title in the Goods and Deliverables will transfer on the earlier of the delivery or payment of the applicable Price;

(k) (no encumbrance) the Supplier warrants that the Goods are not (and when title passes, will not be) subject to any encumbrance or interest, except for an encumbrance or interest which arises by operation of a Law that cannot be excluded by contract; and

(I) (right to publish) the Customer may publish information about the Contract on the Government's contract directory, where required or recommended by Government procurement policy, or as required under the Right to Information Act.

14. If Contract under SOA (a) If this Contract is entered pursuant to a SOA the

Customer may terminate the Contract for cause immediately on written notice to the Supplier if the Principal is entitled to terminate the SOA or if any customer (including the Customer) is entitled to terminate for cause any other contract entered under the SOA.

(b) Unless otherwise specified in the Basic Order, all the terms and conditions of this Contract (including this clause) will survive termination or expiry of the SOA, for any reason .

Published December 2014

Page Number 19f

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